YOUR
DIRECTORS

The Board is responsible to shareholders for the
governance of ANZ, and overseas ANZ's operations
and financial performance. It approves the strategic
directions, financial objectives and appropriate risk
appetite for the organisational, and monitors
operational performance.

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Chairman
CHARLES GOODE, AC

BCom (Hons), MBA (Colombia), Hon LLD (Melb), Hon LLD (Monash)

Director since July 1991
Chairman since August 1995
Ex officio member all committees

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Chairman of Risk Committee
JOHN MORSCHEL

DipQS, FAICD

Director since October 2004
Member of the Human
Resources Committee

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Chairman of Technology Committee
DR GREG CLARK

BSc (Hons), PhD, FAPS, FTSE

Director since February 2004
Member of the Governance and
Human Resources Committees

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JERRY ELLIS

MA Oxon, FAICD, FAus IMM, FTSE, Hon LLD (Monash), Hon DR ENG (C.Q.U), Hon FIE AuST

Director since October 1995
Member of the Audit and
Technology Committees

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PETER HAY

LLB (Melb)

Director since November 2008
Member of the Risk and
Governance Committees

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Chairman of Governance Committee
IAN MACFARLANE, AC

BEc (Hons), MEc, Hon DSc (Syd), Hon DSc (UNSW), Hon DCom (Melb), Hon DLitt (Macq), Hon LLD (Monash)

Director since February 2007
Member of the Risk and
Technology Committees

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Chairman of Audit Committee
DAVID MEIKLEJOHN

BCom, DipEd, FCPA, FAICD, FAIM

Director since October 2004
Member of the Governance and
Risk Committees

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Chairman of Human
Resources Committee
ALISON WATKINS

BCom, FCA, F Fin, MAICD

Director since November 2008 Member of the Audit
Committee

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MR LEE HSIEN YANG

MSc, BA

Director since February 2009 Member of the Technology Committee

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EXECUTIVE DIRECTOR
Chief Executive Officer MICHAEL SMITH, OBE

BSc (Hons)

Chief Executive Officer since
1 October 2007

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Directors Renumeration 2008/2009

  Short-term
Employment Benefits
Post
Employment
Termination
Benefits
Total
Current Non-Executive Directors        
C Goode Independent Non-Executive Director, Chairman 783,000 13,924 - 796,924
G Clark Independent Non-Executive Director 251,083 13,924 - 265,007
J Ellis Independent Non-Executive Director 253,014 13,924 - 266,938
P Hay Independent Non-Executive Director 207,973 13,343 - 221,316
H Lee Independent Non-Executive Director 139,412 10,149 - 149,561
I Macfarlane Independent Non-Executive Director 265,000 13,924 - 278,924
D Meiklejohn Independent Non-Executive Director 287,000 13,924 - 300,924
J Morschel Independent Non-Executive Director 272,987 13,924 - 286,911
A Watkins Independent Non-Executive Director 231,943 13,477 - 245,420
Former Non-Executive Directors        
M Jackson (Retired March 2009) Independent Non-Executive Director 128,916 6,872 604,392 740,180
Total Non Executive Directors 2,820,328 127,385 604,392 3,552,105

Executive Renumeration 2009

Chief Executive Officer
(M SMITH)4
Fixed Pay
($)
STI
($)
LTI5
($)
Other grants/benefits
($)
TOTAL
($)
Amounts paid or granted in respect of 2008/09 year 3,000,000 4,500,000 0 1,594,0002,3 9,094,000
less amounts which must be deferred in respect of 2008/09 year 0 2,100,000 0 1,589,0002 3,689,000 
Amount received – 2008/09 year 3,000,000 2,400,000 0 5,0003 5,405,000
Amount received – related to prior year allocations1         0

1. Includes prior year deferred STI/LTI components and/or equity grants which first became payable in the 2008/09 year.
2. Special equity grant – Dec 08 – 700,000 options valued @ $2.27 per option.
3. Provision of Australian taxation return services by PwC.
4. On commencement with ANZ, M Smith was granted three tranches of equity valued at $3 million each. The first of these tranches of deferred shares became available on 2 October 08 – price at vesting $19.0610 (based on 1 day VWAP as at 2 Oct 08). Therefore the value of this tranche at date of vesting was $2,096,920. This amount is not reflected in the table above as it relates to a specific equity arrangement associated with his commencement and is not a part of his standard remuneration arrangements.
5. LTI grants covering the CEO’s first three years in the role were granted on his commencement and, therefore, no further grant was made in the 2008/09 year – details of the LTI grants are provided in the LTI section above. No value was received from these LTI grants in the current year. Accordingly, no value for LTI is provided in the table as having been awarded or received in 2008/09.

 

GMD, Operations, Technology and Shared Services
(D CARTWRIGHT)4
Fixed Pay
($)
STI
($)
LTI5
($)
Other grants/benefits
($)
TOTAL
($)
Amounts paid or granted in respect of 2008/09 year 850,000 730,000 350,000 128,9773,4 2,058,977 
less amounts which must be deferred in respect of 2008/09 year 0 265,000 350,000 0 615,000 
Amount received – 2008/09 year 850,000 465,000 0 128,977 1,443,977
Amount received – related to prior year allocations1         134,810

 

Deputy CEO and Acting CEO Australia
(G HODGES)
Fixed Pay
($)
STI
($)
LTI5
($)
Other grants/benefits
($)
TOTAL
($)
Amounts paid or granted in respect of 2008/09 year 1,000,000 860,000 500,000 145,9404 2,505,630 
less amounts which must be deferred in respect of 2008/09 year 0 330,000 500,000 0 830,000
Amount received – 2008/09 year 1,000,000 530,000 0 145,940 1,675,940 
Amount received – related to prior year allocations1        

 

Chief Financial Officer
(P MARRIOTT)
Fixed Pay
($)
STI
($)
LTI5
($)
Other grants/benefits
($)
TOTAL
($)
Amounts paid or granted in respect of 2008/09 year 1,000,000 850,000 500,000 0 2,350,000 
less amounts which must be deferred in respect of 2008/09 year 0 325,000 500,000 0 825,000 
Amount received – 2008/09 year 1,000,000 525,00 0 0 525,000
Amount received – related to prior year allocations1        

 

Chief Risk Officer
(C PAGE)
Fixed Pay
($)
STI
($)
LTI5
($)
Other grants/benefits
($)
TOTAL
($)
Amounts paid or granted in respect of 2008/09 year 850,000 1,600,000 425,000 301,9884 3,176,988 
less amounts which must be deferred in respect of 2008/09 year 0 700,000 425,000 0 1,125,000 
Amount received – 2008/09 year 850,000 900,000 0 301,988 2,051,988 
Amount received – related to prior year allocations1        

 

CEO, Asia Pacific, Europe and America
(A THURSBY)2
Fixed Pay
($)
STI
($)
LTI5
($)
Other grants/benefits
($)
TOTAL
($)
Amounts paid or granted in respect of 2008/09 year 1,000,000 2,600,000 550,000 88,3513,4 4,238,351 
less amounts which must be deferred in respect of 2008/09 year 0 1,200,000 550,000 0 1,750,000
Amount received – 2008/09 year 1,000,000 1,400,000 0 88,351 2,488,351
Amount received – related to prior year allocations1          0

 

1. Includes prior year deferred STI/LTI grants which first became payable in the 2008/09 year.
2. In addition to remuneration shown above, A Thursby received an equity grant in 2008/09 in accordance with his employment arrangements on joining ANZ. ANZ agreed to provide A Thursby with 3 separate tranches of deferred shares to the value of $1 million per annum. The first grant was made on 3 September 2007, the second on 28 August 2008 and the final tranche was granted on 22 September 2009. The shares are restricted and held in trust for three years from the date of allocation.
3. Taxation services provided by PricewaterhouseCoopers.
4. Relocation expenses.
The above table covers those disclosed Executives who were employed at the Executive level for the full year.